0000919574-19-006008.txt : 20190924 0000919574-19-006008.hdr.sgml : 20190924 20190924172651 ACCESSION NUMBER: 0000919574-19-006008 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20190924 DATE AS OF CHANGE: 20190924 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Sunrun Inc. CENTRAL INDEX KEY: 0001469367 STANDARD INDUSTRIAL CLASSIFICATION: HEATING EQUIP, EXCEPT ELEC & WARM AIR & PLUMBING FIXTURES [3430] IRS NUMBER: 262841711 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-89317 FILM NUMBER: 191111547 BUSINESS ADDRESS: STREET 1: 225 BUSH STREET, SUITE 1400 CITY: SAN FRANCISCO STATE: CA ZIP: 94104 BUSINESS PHONE: 415-580-6900 MAIL ADDRESS: STREET 1: 225 BUSH STREET, SUITE 1400 CITY: SAN FRANCISCO STATE: CA ZIP: 94104 FORMER COMPANY: FORMER CONFORMED NAME: SunRun Inc. DATE OF NAME CHANGE: 20090730 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: TIGER GLOBAL MANAGEMENT LLC CENTRAL INDEX KEY: 0001167483 IRS NUMBER: 134167110 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 9 WEST 57TH STREET STREET 2: 35TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-984-8847 MAIL ADDRESS: STREET 1: 9 WEST 57TH STREET STREET 2: 35TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 FORMER COMPANY: FORMER CONFORMED NAME: TIGER TECHNOLOGY MANAGEMENT LLC DATE OF NAME CHANGE: 20020214 SC 13D/A 1 d8375903_13d-a.htm

SECURITIES AND EXCHANGE COMMISSION

 

Washington, D.C. 20549

Schedule 13D

Under the Securities Exchange Act of 1934

(Amendment No. 3)*

 

Sunrun Inc.

(Name of Issuer)

 

Common Stock, Par Value $0.0001 Per Share

(Title of Class of Securities)

 

86771W105

(CUSIP Number)

 

Tiger Global Management, LLC
9 West 57th Street, 35th Floor
New York, New York 10019
(212) 984-8800

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

 

September 24, 2019
(Date of Event Which Requires Filing of this Statement)

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box o.

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities and for any subsequent amendment containing information which would alter disclosures provided in the cover page.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

CUSIP No. 86771W105  

 

1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
     
  Tiger Global Long Opportunities Master Fund, L.P.  
     
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [_]
    (b) [X]
     
3. SEC USE ONLY  
     
4. SOURCE OF FUNDS  
     
  WC  
     
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e)
[_]
     
6. CITIZENSHIP OR PLACE OF ORGANIZATION  
     
  Cayman Islands  
     
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
7. SOLE VOTING POWER  
     
  0  
     
8. SHARED VOTING POWER  
     
  19,006,366  
     
9. SOLE DISPOSITIVE POWER  
     
  0  
     
10. SHARED DISPOSITIVE POWER  
     
   19,006,366  
     
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
 
     
  19,006,366  
     
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES
[_]
     
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)  
     
  16.2%  
     
14. TYPE OF REPORTING PERSON  
     
  PN  

 

 


CUSIP No
86771W105    

 

1. NAME OF REPORTING PERSONS  
  I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)  
     
  Tiger Global Investments, L.P.  
     
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
    (a)  [_]
    (b)  [X]
     
3. SEC USE ONLY  
     
     
4. CITIZENSHIP OR PLACE OF ORGANIZATION  
     
  Cayman Islands  
     
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
     
5. SOLE VOTING POWER  
     
  0  
     
6. SHARED VOTING POWER  
     
  9,075,634  
     
7. SOLE DISPOSITIVE POWER  
     
  0  
     
8. SHARED DISPOSITIVE POWER  
     
  9,075,634  
     
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
  9,075,634  
     
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)  
    [_]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)  
     
  7.7%  
     
12.

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

PN

 

 

 


CUSIP No
86771W105    

 

1. NAME OF REPORTING PERSONS  
  I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)  
     
  Tiger Global Performance, LLC  
     
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
    (a)  [_]
    (b)  [X]
     
3. SEC USE ONLY  
     
     
4. CITIZENSHIP OR PLACE OF ORGANIZATION  
     
  Delaware  
     
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
     
5. SOLE VOTING POWER  
     
  0  
     
6. SHARED VOTING POWER  
     
  28,082,000  
     
7. SOLE DISPOSITIVE POWER  
     
  0  
     
8. SHARED DISPOSITIVE POWER  
     
  28,082,000  
     
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
  28,082,000  
     
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)  
    [_]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)  
     
  23.9%  
     
12.

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

OO

 

 

 

CUSIP No. 86771W105  

 

1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
     
  Tiger Global Management, LLC  
     
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [_]
    (b) [X]
     
3. SEC USE ONLY  
     
     
4. SOURCE OF FUNDS  
     
  WC  
     
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e)
[_]
     
6. CITIZENSHIP OR PLACE OF ORGANIZATION  
     
  Delaware  
     
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
7. SOLE VOTING POWER  
     
  0  
     
8. SHARED VOTING POWER  
     
  28,082,000  
     
9. SOLE DISPOSITIVE POWER  
     
  0  
     
10. SHARED DISPOSITIVE POWER  
     
  28,082,000  
     
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
 
     
  28,082,000  
     
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES
[_]
     
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)  
     
  23.9%  
     
14. TYPE OF REPORTING PERSON  
     
  OO, IA  

 

 


CUSIP No
86771W105    

 

1. NAME OF REPORTING PERSONS  
  I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)  
     
  Charles P. Coleman III  
     
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
    (a)  [_]
    (b)  [X]
     
3. SEC USE ONLY  
     
4. CITIZENSHIP OR PLACE OF ORGANIZATION  
     
  United States  
     
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
     
5. SOLE VOTING POWER  
     
  0  
     
6. SHARED VOTING POWER  
     
  28,082,000  
     
7. SOLE DISPOSITIVE POWER  
     
  0  
     
8. SHARED DISPOSITIVE POWER  
     
  28,082,000  
     
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
  28,082,000  
     
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)  
    [_]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)  
     
  23.9%  
     
12.

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

IN, HC

 

 

 


CUSIP No
 86771W105    

 

1. NAME OF REPORTING PERSONS  
  I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)  
     
  Scott Shleifer  
     
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
    (a)  [_]
    (b)  [X]
     
3. SEC USE ONLY  
     
     
4. CITIZENSHIP OR PLACE OF ORGANIZATION  
     
  United States  
     
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
     
5. SOLE VOTING POWER  
     
  0  
     
6. SHARED VOTING POWER  
     
  28,082,000  
     
7. SOLE DISPOSITIVE POWER  
     
  0  
     
8. SHARED DISPOSITIVE POWER  
     
  28,082,000  
     
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
  28,082,000  
     
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)  
    [_]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)  
     
  23.9%  
     
12.

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

IN, HC

 

 

 

 

CUSIP No. 86771W105 13D  

 

Statement on Schedule 13D

ITEM 1.SECURITY AND ISSUER.

This statement on Schedule 13D (the "Schedule 13D") relates to the Common Stock, par value $0.0001 per share (the "Common Stock"), of Sunrun Inc., an issuer with its principal executive offices located at 225 Bush Street, Suite 1400, San Francisco, California 94104 (the "Issuer").

ITEM 2.IDENTITY AND BACKGROUND.

(a-c, f) This Schedule 13D is being filed on behalf of: (i) Tiger Global Long Opportunities Master Fund, L.P. a Cayman Islands exempted limited partnership ("TGLO"); (ii) Tiger Global Investments, L.P., a Cayman Islands exempted limited partnership ("TGI"); (iii) Tiger Global Performance, LLC, a Delaware limited liability company (“TGP”); (iv) Tiger Global Management, LLC, a Delaware limited liability company ("Tiger Global"); (v) Charles P. Coleman III ("Mr. Coleman"); and (vi) Scott Shleifer ("Mr. Shleifer" and together with TGLO, TGI, TGP, Tiger Global and Mr. Coleman, the "Reporting Persons"). Mr. Coleman and Mr. Shleifer are each a citizen of the United States.

TGLO is a Cayman Islands exempted limited partnership. TGI is a Cayman Islands exempted limited partnership. TGP is the general partner of TGLO and TGI. TGP is a Delaware limited liability company. Tiger Global acts as the management company of each of TGLO and TGI. Tiger Global is a Delaware limited liability company. Each of Mr. Coleman and Mr. Shleifer is a partner and portfolio manager of Tiger Global. The principal business office of Mr. Coleman and Mr. Shleifer is c/o Tiger Global Management, LLC, 9 West 57th Street, 35th Floor, New York, New York 10019. The principal office of TGLO and TGI is c/o Citco Fund Services (Cayman Islands) Limited, P.O. Box 31106, 89 Nexus Way, Camana Bay, Grand Cayman KY1-1205, Cayman Islands.

The Reporting Persons have executed a Joint Filing Agreement, dated September 24, 2019 with respect to the joint filing of this Schedule 13D, and any amendment or amendments hereto, a copy of which is attached hereto as Exhibit A.

(d) None of the Reporting Persons, individually or collectively, has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

(e) None of the Reporting Persons has, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or state securities laws or finding any violation with respect to such laws.

ITEM 3.SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.

No borrowed funds were used to purchase the Shares, other than any borrowed funds used for working capital purposes in the ordinary course of business.

ITEM 4.PURPOSE OF TRANSACTION.

The Reporting Persons hold the securities described in Item 5 of this statement for investment purposes only.

The Reporting Persons are passive investors and, other than the potential acquisition of additional securities of the Issuer, have no plan or proposal which relates to, or would result in, any of the actions enumerated in Item 4 of the instructions to Schedule 13D.

 

 

 

ITEM 5.INTEREST IN SECURITIES OF THE ISSUER.

(a,b) Regarding aggregate beneficial ownership, see Row 11 of the cover page of each Reporting Person. Regarding percentage beneficial ownership, see Row 13 of the cover page of each Reporting Person. Regarding sole power to vote shares, see Row 7 of the cover page of each Reporting Person. Regarding shared power to vote shares, see Row 8 of the cover page of each Reporting Person. Regarding sole power to dispose of shares, see Row 9 of the cover page of each Reporting Person. Regarding shared power to dispose of shares, see Row 10 of the cover page of each Reporting Person.

(c)       Please see exhibit B below for transactions in shares by Reporting Persons since the previous amendment to the Schedule 13D.

(d)       Except as set forth in this Item 5, no person other than each respective record owner referred to herein of securities is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities.

(e)       Not applicable.

ITEM 6.CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER.

Not applicable.

ITEM 7.MATERIAL TO BE FILED AS EXHIBITS.

Exhibit A Joint Filing Agreement Statement as required by Rule 13d-1(k)(1) under the Act.

 

 

 

 

 

CUSIP No. 86771W105    

 

SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: September 24, 2019

     

Tiger Global Long Opportunities Master Fund, L.P.

By Tiger Global Performance, LLC.

Its General Partner

 

 

/s/ Anil L. Crasto
Signature

Anil L. Crasto
Chief Operating Officer

 

Tiger Global Investments, L.P.

By Tiger Global Performance, LLC

Its General Partner

  /s/ Anil L. Crasto
Signature

Anil L. Crasto
Chief Operating Officer
     
Tiger Global Performance, LLC   /s/ Anil L. Crasto
Signature

Anil L. Crasto
Chief Operating Officer
     
Tiger Global Management, LLC   /s/ Anil L. Crasto
Signature

Anil L. Crasto
Chief Operating Officer
     
Charles P. Coleman III   /s/ Charles P. Coleman III
Signature
     
     

Scott Shleifer

 

  /s/ Scott Shleifer
Signature
     
     
     

 

 

 

 

Exhibit A

 

JOINT FILING AGREEMENT
PURSUANT TO RULE 13d-1(k)

The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.

Date: September 24, 2019

     

Tiger Global Long Opportunities Master Fund, L.P.

By Tiger Global Performance, LLC.

Its General Partner

 

 

/s/ Anil L. Crasto
Signature

Anil L. Crasto
Chief Operating Officer

 

Tiger Global Investments, L.P.

By Tiger Global Performance, LLC

Its General Partner

  /s/ Anil L. Crasto
Signature

Anil L. Crasto
Chief Operating Officer
     
Tiger Global Performance, LLC   /s/ Anil L. Crasto
Signature

Anil L. Crasto
Chief Operating Officer
     
     
Tiger Global Management, LLC   /s/ Anil L. Crasto
Signature

Anil L. Crasto
Chief Operating Officer
     
Charles P. Coleman III   /s/ Charles P. Coleman III
Signature
     
     

Scott Shleifer

 

  /s/ Scott Shleifer
Signature
     
     
     

 

 

 

Exhibit B

TRANSACTIONS IN SHARES BY REPORTING PERSONS

Transaction Date Shares Price
Purchase September 12, 2019 25,907 $15.683
Purchase September 13, 2019 348 $15.75
Purchase September 17, 2019 381,859 $17.137
Purchase September 18, 2019 360,401 $17.281
Purchase September 19, 2019 117,637 $17.481
Purchase September 20, 2019 167,797 $17.427
Purchase September 23, 2019 132,073 $17.394
Purchase September 24, 2019 839,927 $16.834

 

(1) For a description of each transaction, please see the corresponding Form 4 filed by the Reporting Persons with the Securities and Exchange Commission.